Awakened from his slumber in the Lonely Mountain (Erebor), the fearsome dragon Smaug unleashes his destructive fury upon Lake-town (Esgaroth). In a night of utter terror, the creature engulfs the city's wooden structures in flames, sowing panic among its inhabitants.

As the Master flees in a cowardly and cowardly fashion in a boat laden to the brim with his riches—even going so far as to throw his servant Alfrid overboard to lighten the load—chaos engulfs the floating streets. Amidst the catastrophe, the elf Tauriel attempts to rescue Bard's children in a lifeboat.

Bard, unjustly imprisoned, makes a daring escape from the burning cells to come to the defense of his people and his family. Running through the fire, he retrieves his bow and scales a wooden tower. With the city burning at his feet and the enormous shadow of the beast dominating the skies, Bard prepares to face the dragon's final, deadly attack alone.